Village Roadshow Limited 2019 Annual Report For personal use only Village Roadshow was THEME PARKS CINEMA EXHIBITION Village Roadshow has been involved in Cinema Exhibition is where Village founded by Roc Kirby in theme parks since 1989, is Australia’s Roadshow started, with its first drive-in leading theme park developer and owner, cinema opening in 1954. Today Village Melbourne, Australia in and is one of the pre-eminent theme park Roadshow jointly owns and operates a 1954 and has been listed operators in the world. In Australia, this combined 577 screens at 57 sites across includes Warner Bros. Movie World, Sea Australia. VRL continues to drive and on the Australian Securities World, Wet’n’Wild Gold Coast, Paradise embrace innovation, with premium Country, Australian Outback Spectacular, cinema concepts including Gold Class, Exchange since 1988 (ASX: Topgolf Gold Coast and Sea World max, premium and Junior. VRL is Resort, all on Queensland’s Gold Coast. continuing to invest in the expansion of VRL). Since these humble Village Roadshow Theme Parks (“VRTP”) premium cinema concepts and new beginnings, VRL has also operates and has majority ownership entertainment and social offerings and in Wet’n’Wild Las Vegas. VRTP also has a developments in new population become a leading program of development for theme park growth areas. management opportunities in Asia entertainment company including operating China’s first FILM DISTRIBUTION International water park with Wet’n’Wild with well recognised Started by Village Roadshow in the late Haikou and Asia’s first movie themed 1960’s, VRL’s Film Distribution division brands. Village Roadshow indoor interactive experience, Lionsgate (“Roadshow”) is Australasia’s largest Entertainment World, in Novotown, independent distributor of theatrical holds a diversified portfolio Hengquin, China. films to cinemas. The business also distributes movies and television series of assets including Theme MARKETING SOLUTIONS to broadcasters and home Parks, Cinema Exhibition, VRL’s Marketing Solutions division delivers entertainment platforms in Australia and consumer incentive programs for many of New Zealand. An active supporter of Film Distribution and the world’s leading brands. With head Australian film and television, offices in Australia and the UK, the division Roadshow’s strategy includes investing Marketing Solutions, delivers customer acquisition and in original content creation through retention programs across Australasia, Roadshow Rough Diamond, BlinkTV, and entertaining millions of Europe and North America. The business a 31% interest in FilmNation. people annually. brings a sophisticated suite of digital platforms and rewards to market, to create compelling customer experiences. For personal use only ANNUAL REPORT 2019 VILLAGE ROADSHOW LIMITED ABN 43 010 672 054 Contents 2 Directors’ Report 63 17 Interest Bearing Loans and Borrowings 12 Reconciliation of Results 63 18 Provisions 14 Auditor’s Independence Declaration 64 19 Unearned Revenue and Other Liabilities 15 Remuneration Report 64 20 Contributed Equity 28 Consolidated Statement of Comprehensive Income 66 21 Reserves and Retained Earnings 29 Consolidated Statement of Financial Position 67 22 Non-Controlling Interest 30 Consolidated Statement of Cash Flows 67 23 Contingencies 31 Consolidated Statement of Changes in Equity 68 24 Commitments 32 Notes to the Consolidated Financial Statements 68 25 Key Management Personnel Disclosures 32 1 Corporate Information and Summary of 69 26 Share-Based Payment Plans Significant Accounting Policies 73 27 Remuneration of Auditors 49 2 Revenue and Other Income 74 28 Events Subsequent to Reporting Date 51 3 Expenses from Continuing Operations 74 29 Parent Entity Disclosures 51 4 (Loss) Earnings Per Share 75 30 Segment Reporting 52 5 Income Tax 76 31 Financial Risk Management Objectives and 53 6 Dividends Declared Policies 54 7 Cash and Cash Equivalents / Financing Facilities 82 32 Non-Key Management Personnel Related Party 55 8 Trade and Other Receivables Transactions 56 9 Inventories 83 33 Finance Lease Resulting from Sale and 56 10 Goodwill and Other Intangible Assets Long-Term Leaseback 57 11 Other Assets and Film Distribution Royalties 83 34 Business Combination 58 12 Investments – Equity-Accounted 84 35 Deed of Cross Guarantee 60 13 Interests in Joint Operations 86 Directors’ Declaration 60 14 Subsidiaries 87 Independent Auditor’s Report 62 15 Property, Plant & Equipment 92 Additional Information 63 16 Trade and Other Payables For personal use only 1 VILLAGE ROADSHOW LIMITED – 2019 ANNUAL REPORT DIRECTORS’ REPORT Your Directors submit their report for the year ended 30 June 2019. CORPORATE INFORMATION Village Roadshow Limited (“the Company” or “VRL”) is a company limited by shares that is incorporated and domiciled in Australia. The registered office and principal administrative office of the Company is located at Level 1, 500 Chapel Street, South Yarra, Victoria 3141. DIRECTORS AND SECRETARIES The names of the Directors and Secretaries of the Company in office during the financial year and until the date of this report are: Directors Robert G. Kirby Timothy M. Antonie Graham W. Burke Jennifer Fox Gambrell John R. Kirby Peter C. Tonagh (Appointed 18 July 2019) David J. Evans (Retired 22 November 2018) Julie E. Raffe (alternate for Messrs. R.G. Kirby and G.W. Burke) Robert Le Tet Company Secretaries Shaun L. Driscoll (Retired 22 February 2019) Simon T. Phillipson (Appointed 22 February 2019) Julie E. Raffe The qualifications and experience of the Directors and Secretaries and the special responsibilities of the Directors are set out below. Directors Robert G. Kirby AO Executive Chairman, Executive Director First joined the Board on 12 August 1988, reappointed 5 July 2001. Holds a Bachelor of Commerce with over 40 years experience in the entertainment and media industry. Chairman of Village Roadshow Limited 1994 to 1998, 2002 to 2006 and from June 2010 to November 2013. Co-Executive Chairman and Co-Chief Executive Officer November 2013 to August 2018 when he became Executive Chairman. Deputy Chairman Village Roadshow Limited 1990 to 1994, 1998 to 1999, 2001 to 2002, and 2006 to June 2010. Through the launch of Roadshow Home Video, Mr. Kirby was the driving force behind the Australian video revolution of the 1980’s and 1990’s. He is a pioneer of new cinema concepts in both Australia and internationally and has been at the forefront of Village Roadshow’s successful diversification into theme parks, radio and international film production. Director of Village Roadshow Corporation Pty. Ltd., Former Board member and Deputy Chair of Peter MacCallum Cancer Foundation for 15 years, Member of Patrons Council of Epilepsy Foundation and Patron of Arts Centre Melbourne. Member Executive Committee Other Listed Public Company Directorships in previous 3 years: Nil Graham W. Burke AO Chief Executive Officer, Executive Director Member of the Board since 9 September 1988. Chief Executive Officer of Village Roadshow Limited from 1988 to 29 November 2013 and Co-Executive Chairman and Co-Chief Executive Officer from November 2013 to August 2018 when he became Chief Executive Officer. With unrivalled experience in the entertainment and film industries, Mr. Burke has been one of the strategic and creative forces behind Village Roadshow’s development and founded Roadshow Distributors with the late Mr. Roc Kirby. Mr. Burke has been integral to strategically developing Warner Bros. Movie World and Village Roadshow’s involvement with Sea World as well as ongoing Australian and international film production. Chairman of Creative Content Australia (formerly IP Australia Foundation) from March 2016. Director Village Roadshow Corporation Pty. Ltd. Chairman Executive Committee Other Listed Public Company Directorships in previous 3 years: Nil For personal use only 2 VILLAGE ROADSHOW LIMITED – 2019 ANNUAL REPORT DIRECTORS’ REPORT (continued) DIRECTORS AND SECRETARIES (continued) Directors (continued) John R. Kirby AM, D Univ Non-Executive Director Bachelor of Economics, University of Tasmania. Honorary Doctor, Griffith University. Member of the Australian Society of Accountants. Chairman of Village Roadshow Corporation Pty. Ltd. Mr. Kirby has held a wide number of executive positions in cinema exhibition, film distribution, radio, theme parks, construction and strategy over his 45 years within Village Roadshow, and has been at the forefront of many of the Group’s successful growth outcomes today. Currently Chairman of the Sony Foundation Australia, and Victoria University Confucius Institute, Director Asia Pacific Screen Academy and Queensland College of Arts. Previously Chairman, Village Roadshow Limited and Austereo Limited. He was Chairman of The Salvation Army Advisory Board and Red Shield Appeal, Deputy Chairman of The Conversation Media Group, former Director of IMNIS and former Director of Jigsaw Foundation at the Royal Children’s Hospital, Surf Life Saving Australia Foundation, Griffith University Advisory for CILECT Congress. Former Chairman of Sponsors Appeal Committee of the Victorian College of the Arts, and former Deputy Chairman of the Interim Council of the National Film and Sound Archive. Former member of the Victorian Premier’s Multi Media Task Force, Victorian Advisory Council of the Australian Opera, and Progressive Business Victoria and former advisor, Commando Welfare Trust. Other Listed Public Company Directorships in previous 3 years: Nil Robert Le Tet Independent Non-Executive Director Member of the